STOCKHOLDER'S EQUITY

12 Months Ended

Dec. 31, 2011

Equity [Abstract]

STOCKHOLDER'S EQUITY

NOTE 8 – STOCKHOLDER'S EQUITY

The Company is authorized to issue 800,000,000 shares of common stock with $0.0001 par value per share. As of December 31, 2011 and 2010, the Company has issued and outstanding 263,523,057 and 99,120,981 shares of common stock, respectively.

On April 5, 2010, the Company issued 1,230,000 shares of common stock to a former officer.

During the year ended December 31, 2010, the Company received $245,000 or a subscription liability from G & A Capital Development Company.

On May 12, 2011, the Company entered into an agreement with G&A Capital Development LLC (“G& A Capital”), a related party, whereby the Company issued 200,000,000 shares of Series A Preferred shares and a warrant to purchase 496,277,915 shares of common stock for an aggregate price of $2,000,000. The warrant shall have an exercise term of two years. Upon the Company increasing their number of authorized shares, the 200,000,000 shares of Series A Preferred shares were agreed to be exchanged for 164,402,076 shares of common stock. The share and warrant issuances were in consideration of G&A Capital making previous payments on the Company’s behalf totaling $662,540 ($245,000 subscription received in 2010 and $417,540 expenses paid by G&A Capital in 2011) and an agreement that of G&A Capital will assume the outstanding financial obligations incurred by the Company up to $8,000,000 as long as the liability was incurred on or before September 11, 2011. in accounts payable and officers compensation packages. During the year ended December 31, 2011, G & A Capital had settled $372,500 of the Company's financial obligations by transferring common stock previously received form the May 12, 2011 agreement.